Wireless Telecom Group Inc. announced the execution of a definitive agreement to sell substantially all of the operating assets of its wholly owned subsidiary Willtek Communications GmbH and affiliates to Aeroflex Inc., a Delaware corporation, in exchange for $2,750,000 in cash and the assumption of certain liabilities. The closing of the sale is subject to certain customary closing conditions and is expected to occur on or about April 30, 2010. The cash purchase price is subject to a post-closing adjustment if the adjusted net assets sold at the date of closing are less than the adjusted net assets target set forth in the purchase agreement. As part of the sale, all current employees of Willtek Communications GmbH and its affiliates will be assumed by Aeroflex.

“This transaction will allow the company to focus its efforts and strong financial resources on the remaining brands Noisecom, Boonton and Microlab. These brands have historically been the core business of the company. We intend to continue development of products within each of these brands and to maintain our leadership position in the RF and microwave signaling test & measurement and components markets,” said Paul Genova, Chief Executive Officer. “The disposition of Willtek is part of the company’s overall strategic plan to return to its core competencies and reposition itself for growth opportunities. We believe the transaction will better position the company for future success and is in the best interest of our shareholders.”